Julie Sanders
CARRIAGE SERVICESAbout Julie Sanders
Julie Sanders (age 56) is an independent director of Carriage Services, Inc. (CSV) serving since 2023 (Class I). She is Senior Vice President and Chief Audit Executive at Dell Technologies, with 30+ years of finance/audit leadership; she chairs CSV’s Corporate Governance Committee and serves on the Audit and Compensation Committees. The Board designates Sanders as an “audit committee financial expert,” and affirms her independence under NYSE and SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Dell Technologies | SVP & Chief Audit Executive | 2021–present | Leads internal audit; financial systems transformation |
| Dell Technologies | SVP, Global Auditing & Consulting | 2018–2021 | Oversaw global audit/consulting |
| Dell Technologies | SVP, Global Revenue | 2014–2018 | Responsible for global revenue recognition, operations, and FP&A for commercial business |
| Jardine Foods | Chief Financial Officer | Not disclosed | Executive finance leadership |
| Merinta | Chief Financial Officer | Not disclosed | Executive finance leadership |
| Bear Stearns; J. Crew | Accounting/finance management | Not disclosed | Finance roles |
| KPMG LLP | Early career | Not disclosed | Public accounting foundation |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Dell Technologies | SVP & Chief Audit Executive | 2021–present | Public company executive role (not a directorship) |
Board Governance
- Committee assignments: Audit (member), Compensation (member), Corporate Governance (Chair) .
- Independence: Board determined Sanders is independent under NYSE/SEC Item 407(a) .
- Financial expertise: Board determined Sanders is an “audit committee financial expert” .
- Attendance/engagement: Board held 12 regular meetings in 2024; Audit 5; Compensation 6; Corporate Governance 4; all then-current directors and committee members attended all meetings .
- Board structure changes: CSV plans to declassify the Board with annual elections beginning in 2026 .
Fixed Compensation
Director compensation structure and Julie Sanders’ 2024 actuals:
| Component | Value | Notes |
|---|---|---|
| Annual Board Retainer (Independent Director) | $150,000 | Paid quarterly in cash or unrestricted CSV shares (director election) |
| Corporate Governance Committee Chair Retainer | $10,000 | Paid quarterly |
| Audit Committee Member Retainer | $0 | No member fees; only chair receives additional $20k |
| Compensation Committee Member Retainer | $0 | No member fees; chair receives $15k |
| 2024 Fees Paid in Cash (Sanders) | $145,133 | Includes special committee fee of $12,500 |
| 2024 Fees Paid in Stock (Sanders) | $71,186 | Quarterly unrestricted share elections, immediate vest |
| 2024 Stock Awards (Grant-date fair value) | $0 | None separate from retainer stock elections |
| 2024 Total Director Compensation (Sanders) | $216,319 | Aggregate cash+stock fees |
| One-time review fee (all independent directors) | $50,000 | For strategic alternatives review concluded Feb 2024 |
2024 quarterly retainer shares taken by Sanders:
| Quarter (Grant Date) | Shares | Price |
|---|---|---|
| Q1 (Mar 29, 2024) | 1,340 | $27.04 |
| Q2 (Jun 28, 2024) | 1,536 | $26.84 |
| Q3 (Sep 30, 2024) | 730 | $32.83 |
| Q4 (Dec 31, 2024) | 601 | $39.85 |
Performance Compensation
- CSV does not use performance-based compensation for non-employee directors; director pay consists of cash retainers and/or unrestricted stock elections, plus chair stipends. No options, PSUs, or performance metrics apply to directors .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company directorships | None; CSV notes except for Dr. Robinson, none of its directors serve on other public company boards |
| Interlocks/related-party exposure | Compensation Committee Interlocks section states committee members (including Sanders) had no substantial business dealings requiring related-party disclosure |
Expertise & Qualifications
- Education/credentials: B.B.A. in Accounting (Baylor University); Certified Public Accountant (CPA) .
- Technical expertise: Audit, accounting, finance, internal controls; systems transformation and large-scale financial enhancements .
- Board skills coverage: Finance/accounting, risk oversight, operations, regulatory experience, executive leadership (Board skills matrix) .
Equity Ownership
| Holder | Common Shares | Options | Beneficial Ownership % |
|---|---|---|---|
| Julie Sanders | 2,941 | — | <1% (indicated as “*”) |
- Director ownership guidelines: Minimum share ownership equal to 1x the annual retainer; compliance required within the later of 3 years from April 2, 2024 or 3 years after joining the Board .
- Hedging/derivatives: CSV’s Insider Trading and Anti-Hedging Policy prohibits hedging, derivatives, and similar instruments for all employees and directors .
Governance Assessment
- Board effectiveness: Sanders chairs Corporate Governance and is an audit committee financial expert; independence and full attendance support strong governance. CSV is transitioning to annual director elections in 2026, improving accountability .
- Alignment: Sanders elected to receive part of her retainer in stock through 2024, and CSV implemented director ownership guidelines (1x retainer, 3-year compliance window), enhancing alignment with shareholders .
- Conflicts/red flags: No related-party transactions requiring disclosure for compensation committee members; anti-hedging policy in force. Note: absolute share ownership remains modest (<1%), but within a defined timeline to meet new ownership guidelines; no pledging disclosed .
- Shareholder signals: Say-on-pay support improved to ~82% in 2024 following metric-based executive incentives and engagement, indicating better investor confidence in governance/compensation oversight .